Inner Circle: Trials of the Taskmaster
by Impurest Cheese
Summary: With pressure mounting Osborne has ordered an increase in the number of trainees at the Initiative. But with rebellion spreading through the camp how long can the Taskmaster keep the peace? Set between Last Team Standing and Task Force HAMMER Chapter 1
1. Prologue: F5

"And we are pleased to announce the return of the fifty state Initiative," Osborne announced, "With Camp Hammond back in action after multiple attacks and the loss of many personnel during the Asgard Campaign we will start to redistribute teams to protect the United States."

The crowds cheered as Osborne continued to witter at the conference in Oklahoma City. After the break-ins; first by the Fantastic Four and then a week later by Songbirds Rag Tag group both Osborne had felt it was in everyone's best interest to get a team up and ready in Oklahoma to act as additional security at Site Alpha-Bravo Whiskey. The Taskmaster flicked his sword casually as the five graduating members of F5 got ready to make their entrances.

The majority of the applicants were recent applicants to the Initiative, the Team Leader American Eagle had been forced to join or Osborne had threatened to clear out his tribe. Personally Tony thought that this had been a dangerous move but Osborne had pushed forward anyway. In addition to the Eagle there was Cyclone a former Thunderbolt who was another threat although a reduced one but he too had been forced to join. Two of the other members Buffalo and Tempest were low level criminals who had signed up for cures to their respective problems; the last member Glow-worm* was a new hero who had been a low level SHIELD employee and had stayed during the conversion to HAMMER and had been rewarded with an old set of armor belonging to the former Thunderbolt Abner Jenkins.

"And now I'd like to announce the leader of Camp Hammond; the Taskmaster." Osborne announced. Getting to his feet Tony walked out onto the make-shift stage to face the audience. Most stared and a few recoiled in fear, he was in all respects rather formidable and was well known as a deadly mercenary without the humorous styling's of Deadpool.

"Good Afternoon." he said, "It's my pleasure to announce the second new Initiative Team F5." There was no applause only dead silence, if there had been any crickets around he would have been sure that they would have chirped by now.

"First the team Leader, the American Eagle." Tony announced hoping that an actual bona-fide super-hero would liven things up. The Eagle arrived and flexed his muscles, but the look on his face showed that he would rather be any-where but here. Still the crowd politely applauded even if it wasn't the virtual thunder-claps that the Avengers had received in Central Park the day before. "Why is there never a distracting crisis around when you need one." Tony thought, so much so that he almost said it out loud. Instead he virtually blurted out, "Next up we have Cyclone and Tempest." with the two 'Heros' arriving by whipping up a wind storm that spread golden glitter into the sky. The reception was even less enthused with a few boos spread among the lack-lustre claps with most people looking horrified at the wind, in fear that it would cause tornados. "Next the super strong Bison." Tony announced as the Bison took the stage despite the boos he received which know outnumbered the cheers. "And finally Glow-worm" Tony finished as the former SHIELD agent landed on the stage before firing a wrist mounted laser into the sky, with the beam igniting the glitter to reveal a glowing F5 hovering over the crowd. The crowd responded with looks of confusion and murmuring.

"I thought Songbird was going to be here?" a bald man at the front said.

"Yeah who are these losers?" another man, this time with a beard and tattooed arms

"Bring back Thor," a woman dressed like the god in question shouted as the crowd agreed throwing random hero names and even those of some villains around that they would rather have protect their state. Eventually the crowd died down and left leaving F5 and the Taskmaster alone. Even Osborne had left to do something important to nobody apart from himself.

"Well that was a bust," Bison said

"I'm sure they will think differently when you save them from whatever the next crisis is." Tony reassured them although he knew it was unlikely at best.

"I suppose Osborne wants you to stay," Jason Strongbow, AKA the American Eagle, spat, "To make sure that we don't mess up moving into the new base." he said sarcastically.

"No Luck guys." Tony replied, "To be honest I would rather be with you. Osborne has put pressure on me to fill forty eight more states with hero teams in four weeks. There will be a lot more of these drags before it gets better." he explained, "You guys can go, Jason I want a word." he added

As the other members of F5 left Jason stayed his hand poised over his crossbow. "Jason, look after them okay." Tony said, "Apart from Cyclone they have little formal hero training."

"I want to leave Osborne has blackmailed me into being here." Jason replied, "I'm his prisoner in the largest cage in the world. You are have a strong influence and charismatic you could stop him from doing stuff like this."

"Osborne's sick and he's leading this country down the crapper." Tony confessed, "But it's that or being thrown in the new prison he's constructed and your people burning as HAMMER strikes them down. You're team is named F5, after the Fujita scale that measures tornados. There is a storm coming all I need is for you to ride it out if and when Osborne falls I will be more then happy to release you."

"I'll hold you to that." Jason said cautiously as he walked away leaving Tony sitting on the stage all alone. He wasn't lonely for long though as his cell beeped Auld Lang Syne indicating that a message was coming from Camp Hammond.

"Hello," he said gruffly

"Tony it's Frank." the reply came

"Constrictor how's Camp?" Tony asked not really caring

"Not good, full register of missing individuals post Asgard include Diamondback, Stingray and the Hawaii team and Hellcat everyone else alive is accounted for." Frank explained

"That's a lot of high profile people, but that's not the news you called up to tell me is it?" Tony asked

"No Tony, Skein is acting up saying things like we're cannon fodder and that we should rise up against Osborne. Naturally the others didn't join her and we managed to detain her before she left camp grounds but as you know it only takes a spark." Frank said

"Okay Frank keep her in solitary lock-up until I get back. I'll deal with her as I deem necessary. Hopefully the ride home will only take a few hours, Norman has me on a public flight to boost super-human-civilian relationships. Just hold the fort until then Taskmaster out." Tony ordered turning off the phone. Constrictor was a good recruit and would make a strong team leader but for the moment Tony was looking for someone to back him up and, despite the Diamondback fiasco, he was a reasonably honest hard working individual. Looking across the car-park he was situated in Tony sighed, "Norman you could have at least provided a car to the air-port. Well looks like there's no rest for the wicked or," he thought bitterly, "the formally wicked forced onto public transport." as he slouched down to the bus stop.

* * *

><p>* This Glow-worm is the third person to use this name and as such is an Original Character not belonging to Marvel.<p> 


	2. Explosive Developments

The journey to the airport was, for all intense and purposes a PR disaster, as soon as Tony had stepped onto the bus the passengers began to stare and edge away or cover seats. The driver however, didn't care as long as the masked figure paid and promised not to cause any problems. Tony agreed and held onto the rail above the seats since nobody was brave enough to let him sit next to him. For four stops, while uncomfortable, the journey was un-eventful despite the incessant pointing and whispering. It was only at the fifth stop when everything hit the fan, an elderly lady was getting off to the stop and as she passed the Taskmaster she looked up to see a skull like grimace staring back at her. It was then when the screaming started.

"It's the Grim Reaper." the woman called, "Call the Police, Call HAMMER somebody stop him."

"No that's the Red Skull." a small kid corrected her.

"Actually I'm the Taskmaster, I work as an instructor…" Tony began but was interrupted as somebody yelled, "He's got a bomb." as the passengers panicked and fought to get off the bus leaving Tony standing alone. Shortly afterwards the local police arrived and set up a perimeter with SWAT vans turning up only minutes afterwards.

"Get out of the Bus." an officer yelled over a mega phone, "Come out with your hands up." Tony considered his options, while it was unlikely that he would be able to slay them all and escape four months ago it would have been his only option. Now however he was part of the system and could just walk out after he explained the misconception. Removing his sword belt and pocketing his Initiative ID Tony marched out of the bus up to the police officers who dashed forward to cuff him and read him the usual 'anything you say can be used against you.' speech.

"Check my ID." Tony replied as a police officer took his sword belt, "I work for HAMMER"

"Bus reads clean for any sign of explosives." an officer said as the bomb squad disembarked.

"Taskmaster huh." the chief officer said, "Head of the Initiative." he added, "Hmm, looks like your story checks out and the Driver and several passengers have stated that you didn't do anything."

"Does that mean I can go?" Tony asked

"You're free to go but a word of advice." the officer informed, "Either choose a less scary costume or take the Halloween mask off next time."

The local police were still mistrustful even on the Taskmaster even when the whole incident had been classed as civil panic due to misidentification. As such the officer decided the easiest thing was to take Tony directly to the airport and escorted him through security before handing him over to a federal air marshal and his sword and shield stowed in the hold. From there the marshal took him onto the plane and left him while the rest of the passengers boarded. Tony ended up sitting at the back of the plane next to a young family.

"You're the Taskmaster aren't you?" a young boy asked Tony

"Max don't speak to the strange man." his mother said

"It's okay he's a super-hero I saw him on TV." Max replied

"I said don't talk to him." the mother snapped before turning on Tony, "You people gallivant around causing so much chaos and destruction. If you wanted to do something useful why don't you go deal with the terrorists in Afghanistan?"

"It's because these so called 'heros' are all cowards." the woman's husband stated, "I bet he didn't even fight in that so called Siege in Broxton." he sneered.

This kind of talk continued throughout the flight and Tony decided the best thing to do was to say nothing and hope for a speedy exit from this nightmare. He almost preferred Camp Hammond to this nightmare flight, at least there he had the authority to do whatever he wanted as long as it matched up with Osborne's instructions. As the plane eventually touched down in JFK the pilot made an announcement, "I'm sorry folks but due to problems in the terminal we won't be disembarking for a while."

"Great." Tony grumbled as the air-marshal ran down the aisle to his location.

"You work for HAMMER right?" he asked

"Yes." Tony replied, "Will it get me off this plane any faster?"

"Come with me." the marshal ordered

"That's right just because he's a 'Hero' he gets special treatment." the mother snapped as the marshal led Tony towards the cockpit. Knocking on the door into the cockpit, the marshal and Tony were let inside by the pilot who was rubbing his temples with his hands.

"There's a situation in the terminal," the pilot explained, "Multiple hostages are being held by a criminal named Bombshell. Security went to intervene but she detonated the bombs killing several hostages and the security. HAMMER has been called in but she had demanded that Osborne come personally. So far he's refused so we need to get somebody inside to deal with her."

"And you want me to be that person." Tony groaned

"It's either that or go back to your seat for however many hours it takes to resolve this thing." the Marshal offered

"Good point." Tony replied, "Now where's my sword?" he asked

About ten minutes later Tony stepped off the plane his sword gleaming in the flood lights, heading for the security entrance. Stepping past the SWAT barricades whispers came with words like 'Avenger' and 'Hero' being thrown around, a stark difference to four hours ago.

"Sir." a man in a bomb technician uniform said, "I'm Office Barrett, your files show that you have some bomb disposal experience but we would prefer to do it ourselves. All we need is an environment clear of hostiles." Tony nodded he understood what the EOD guys were saying, while they thought he was brave, they also thought him a neophyte, a rookie, practically green. "Perhaps I am" he thought "I never really did the whole hero thing".

Opening the door and heading through the reasonably deserted airport to the VIP lounge that Bombshell had taken over Tony though more and more about his 'intended heroics' and how the public was turning on Osborne after a string of high-profile attacks. His thinking ended when he came across a group of statues that had the outline of HAMMER armoured security agents. Tapping one of the 'statues' Tony felt a clay like outer-substance surrounding them, almost like some macabre form of mummification. Opening the door a fraction Tony saw his target staring back at him obviously waiting for him.

"Well looks like Osborne sent his lackey to deal with me. Maybe you'll be a better hostage then these" Bombshell motioned her arm passing over the hostages strapped up with suicide vests. "Now let's play ball." she hissed throwing a pair of grenades at the Taskmaster. Tony thought quickly and brought his shield up the grenades bouncing off his defences back at Bombshell who expertly caught them.

"Your good I'll give you that." Bombshell said, "But I'm better." she added with the usual villain bravado as a third grenade came flying at him before detonating on impact with the shield releasing a thick red cloud which bit into Tony's flesh.

"Anti Riot Grenades?" Tony asked, "With a name like Bombshell I thought you'd be packing the real thing at the very least."

"Oh I am." Bombshell replied juggling five frag grenades, "My first bomb-shell is designed to reduce your reflexes and cloud your vision. Now let's play a game of catch." she added maliciously throwing the grenades at Tony. Dropping his shield and sword Tony caught the grenades and threw them out into the hallway where they detonated harmlessly.

"I'm the Taskmaster." Tony stated evenly, "I might not be able to throw buses down Broadway or get from Los Angeles to New York in five minutes but I can learn. Quickly may I add. Your tactics are so basic that I could have done this as soon as I walked in." he added clearing the red smoke and disarming Bombshell before knocking her into a seat next to a struggling hostage. "Seriously this is Amateur night. I'm not surprised Osborne is here if this is all you're going to bring."

"Oh no I'm just the warm-up act to get the crowd ticking." Bombshell replied, "He's the feature length film." she added pointing to a hulking shape moving through the doors. Tony let go of Bombshell and turned to face the new threat dressed in armor with a real mounted fuel tank of some kind and wrist mounted sprayers. The Taskmaster recognized this kind of armor, it was a Stark Industries EOD suit designed to be light weight and durable, the sprayers on the other hand were retro-fitted and were not part of the normal design.

"Who are you?" Tony asked

"I am Corporal Edward Oswald Daniels of the 5th Ordnance Bomb Disposal Squad." the armored figure replied but you can call me EOD."

"So why's a bomb tech holding people hostage?" Tony asked trying to stall for time while he tried to figure out what the sprayers were. He had ruled out flamethrowers since there was no pilot light but that didn't mean they weren't dangerous.

"Osborne is recalling all Stark equipment from the field, IED casualties have gone up by 50% because of him. The army is running on a budget and Osborne wants them to buy Ozcorp's faulty products. The expense required to do this will cause hundreds of families to loose their homes due to redundancies." EOD informed him, "Maybe he will listen when his precious Taskmaster is on the line." he added raising his arm and shooting a jet of grey sludge directly at Tony who expertly dodged coating the chair as it quickly hardened.

"A High Yield Solvent Explosive designed to harden on contact with air," EOD explained, "all it needs is some detonators." he added as Bombshell go to her feet and produced a set of detonator caps.

"You guys really thought this through." Tony said, "So what's you part in this Bombshell, you don't seem like an activist."

"Somebody will pay for these guys and if Osborne comes and we glue him the government will pay anything we want. I get half and EOD there gets the rest to save the army or whatever." Bombshell explained, "We don't want to kill anybody but if we don't get Osborne we're going to start blowing business men sky high."

Tony's distraction had worked these guys were good with bombs but were new to the whole hostage thing. By the time they had finished their speeches Tony had recovered his sword and shield and was ready to counter-attack when the clay and detonators started flying. EOD realized they had been duped first and fired a shot of clay with his left arm. Instead of dodging Tony charged, the gunk colliding with his shield and began to solidify as he jammed it onto EOD's chest plate before elegantly twisting to the right avoiding a second blast of clay. As he dodged Tony slashed with his sword cutting through the fuel tank causing a puddle of grey liquid to ooze on the floor before solidifying gluing EOD to the floor.

As EOD was immobilized Bombshell threw a hail of grenades and detonator caps the explosives bouncing across the lounge. Grapping one of the caps Tony jammed the detonator into EODs arms and dived as the explosive blew. Getting to his feet Tony saw a three grenades heading towards his face which he expertly caught before juggling them twice and throwing them back once again at Bombshell the explosives detonating before they reached her knocking her to the floor. From behind a massive armored fist stuck out knocking Tony down as EOD broke free the suit still intact, thanks in no short part to its expert design as a second blow slammed into Tony's gut.

"Stick around." Bombshell said crawling up to Tony before smashing a capsule onto his chest. The grey gunk inside slid down his chest beginning to harden gluing him to the floor as Tony struggled.

"Stop struggling." EOD ordered "It will harden before you break free."

"You won't have to worry for to long." Bombshell said sweetly producing two detonator caps, "You won't be alive for much longer." Tony closed his hand on his sword which was also mummified along with him and moved the blade slightly, just enough to cause the setting clay to shatter. Swinging his sword at Bombshell, Tony reached out as she jumped back catching the dropped detonator caps before rolling to his feet and lashing out with the caps, the first going through Bombshell's shin and the second through her arm.

"Your choice EOD." Tony offered, "Either you surrender or I will detonate the caps."

"Don't listen to him EOD." Bombshell screeched, "He's a Hero he can't do that."

"If I surrender will you talk to Osborne about the equipment?" EOD asked

"I'll see what I can do." Tony replied sincerely. EOD nodded his armored head and took off the helmet revealing a white faced man with sunken eyes. "Okay we surrender." he whimpered putting his hand's up.

"What no." Bombshell yelled reaching for a grenade. Expertly Tony struck the explosive with his sword causing the grey goo to leak over Bombshell's arm sticking it in an upright position.

"Next time you won't be so lucky." Tony threatened. Bombshell nodded and sat back down on the chair. "Okay you." Tony said to EOD, "how are they wired? Can they move?"

"They should be able to." EOD replied, "The trigger is the detonator on her belt." he added staring at Bombshell. Tony gingerly took the trigger and placed it on one of the lounge's tables. "Okay former hostages I need you to go down to the Bomb Squad guys and tell them to send SWAT and HAMMER up here. And tell them to hurry up because I am having a very bad day."

The hostages quickly left and within five minutes HAMMER agents and a fully armed SWAT team had arrived to take Bombshell and EOD into custody. Tony breathed a sigh of relief as the two criminals were led out.

"Sir, Director Osborne wants you outside ASAP." the HAMMER commander told Tony

"Great," Tony replied stalking out of the lounge and heading for the front of the airport. Emerging through the big glass doors Tony was greeted with a series of flashing lights and cheers of celebration. "Wow," Tony said, "I don't know what to say." he added as Osborne in the Iron Patriot armor beckoned him into the waiting Quinn Jet. "Except that I never want to do that again."

"What, be a Hero?" Osborne asked

"No," Tony replied, "Fly on a commercial airline."

* * *

><p>The Original Character of Corporal Edward Oswald DanielsEOD is my own creation and does not belong to Marvel Comics


	3. Scourge of the Initative

It was past midnight when Tony arrived back at Camp Hammond but at least he had travelled from Avengers Tower to Camp Hammond by private plane and hadn't had to put up with the hero bashers and the media. When the jet touched down there was a small contingent of HAMMER agents patrolling the perimeter but other then that nothing stirred in the compound. Entering the trainer's mess, in the hopes to scavenge some food before attempting to get some sleep for the busy night tomorrow, a light went on and Tony reached for this sword before realizing that the majority of his trainees and trainers were waiting for him cheering and congratulating him.

"Okay enough," Tony eventually said, "Everybody to bed tomorrow is no different from today." he added to a chorus of moans. "Listen if it were up to me we would have parties every night but Osborne said no celebrations." Over the course of the next half an hour the trainees and trainers filtered out until only the Constrictor was left in the mess with Tony.

"You want a cold one?" Frank offered. Tony accepted and sipped the bottle.

"So what's the Skein problem about then?" Tony asked

"After Rachel went AWOL and joined up with Songbird, Skein's been vocal about leaving and joining up to fight Osborne."

"Then why hasn't she left?" Tony asked

"I'm guessing she's not brave enough to go on her own." Frank replied, "It would be suicide to break out alone."

"Right, did those new recruits arrive today?" Tony asked

"Yeah there waiting to be interviewed by you." Frank answered, "But there are some loose cannons in there. Talking of loose canons Scourge turned up with a woman and went down to see the doctor." Frank continued, "It didn't look good Scourge was furious, hell he almost strangled Asp until Puma and I pulled him off just because she spilled her coffee."

"Is he still here?" Tony asked

"Yeah, I have the sense that Osborne doesn't know what he's up to. I talked to Bloodblister and Whiteout and apparently he's been in this rage since Mexico. They decided to high tail it and get out of here back to New York, Nitro decided to stay but we had to put him in solitary before Scourge threataned anyone who had a problem with him. And let's just there was a lot of people here that are still angry about what he pulled in Stamford despite what Osborne managed to sell to the public."

"I want both of them out of her tomorrow. I will not have Scourge and Nitro in my training camp for any longer then they need to be here. What's more I won't be the excuse of why they didn't return to Osborne after whatever crazy mission they were on went south."

"Actually Scourge wanted to talk to you." Frank stated.

"Really, about what?"

"The girl he brought in, he wants' her flash-trained with all the Songbird footage we have, something about re-programming." Frank told him, "I didn't really want to ask more."

"That's okay Frank." Tony replied, "I'm going to see what he's up to. If you hear me screaming wake up Puma and come and drag him off me." Tony added sarcastically getting up and heading out of the mess."

"Will do boss." Frank said saluting as he left. By the time Tony reached where he thought Scourge would be he was furious. Frank wasn't the best administrator but he would remember something like Osborne giving Scourge permission to torture people in his back-yard. What with the tension in Oklahoma, his unexpected heroics and Skein's new found rebellious nature the last 24 hours was proving to be more stressful then anything that had come before. Entering the corridor that housed the labs Tony found Baron von Blitzschlag slumped on the floor with his cane broken.

"Where is he?" Tony asked

"In there." the Baron replied pointing to his lab, "He arrived with a girl and strapped her down before telling me to get out. When I refused he threw me out of my own lab and snapped my cane."

"That's it." Tony snapped, "Frank you still awake?" he asked down the built in radio in his cowl.

"Yeah." Frank grunted

"Wake Puma and bring down any Security you can find. I also want Physique and X-Ray down in the infirmary in five minutes." Tony ordered not waiting for any response as he thrust open the door into Blitzsclag's lab. Inside Scourge was hovering over a woman tied down to a table holding a pair of snipe nosed pliers. Standing next to him Nitro had his hands held out over the woman as the occasional geyser of blood erupted out of her skin.

"What the hell do you two think you're doing?" Tony asked his hand on his sword.

"What do you think? We're torturing this girl until she does what we want her to do." Nitro explained, "Now bitch what's your name."

"My name is Maria…" the girl started.

"Wrong answer." Scourge growled, "Looks like it's time to remove your finger nails."

"No." Tony roared even louder then Scourge, "There will be no torture in Camp Hammond." he added before thinking, "That was strange I meant without my permission."

"You going to make us." Scourge asked waving the pillars.

"If I have to." Tony replied, "Now get out of my training camp before I have security throw you out."

"You don't have the stones." Nitro replied slipping past Maria, "Now if you don't want this whole place to end up like Stamford I suggest you back off."

"You wouldn't dare." Tony replied moving forward towards Nitro and Scourge, "Osborne would kill you and the Hood would do even worse." At this Nitro went even paler and backed off. "Now I believe I told you to leave."

"Fine if you'd like to assist us in moving the girl." Scourge asked.

"She's in no position to move." a new voice said. Tony turned around to see Physique the camp's chief medical officer had arrived, and much sooner then he thought she had.

"Physique is my head medical officer and as such if she says that the girl can't be moved she won't be. Now get out the both of you." Tony ordered. Scourge and Nitro left with the latter causing the door out of the lab to vaporize as he passed it.

"We need to get her to the infirmary so I can do a proper prognosis on her injuries." Physique explained as two HAMMER troops brought a stretcher into the lab. Okay you direct the grunts I'm going to see what's taking the others." he added heading out of the lab and past the HAMMER soldier that was helping Blitzschlag back on to his feet.

"He went that way the ruffian." Blitzschlag informed him pointing down the hall with his cane. Tony didn't reply and stormed down the corridor before reaching the emergency staircase and climbing up them adrenaline preventing him from tiring. Eventually he reached the training courtyard where he found Scourge and Nitro squaring up with Puma, X-Ray and Constrictor.

"I said get out of here." Tony repeated

"Can't leave with out giving these guys a good pasting." Nitro said his eyes glowing orange.

"Scourge you have two minutes to get on a transport or I will tell Osborne everything." Tony threatened. Scourge stared at him and then shrugged before stalking off to the transport bay. A few minutes later the Zeus lifted off and headed south towards New York.

"Frank, Puma go back to bed." Tony ordered, "X-Ray come with me." he added as X-Ray flickered on and off like a dying light-bulb.

Upon returning to the infirmary Tony ordered X-Ray to scan the girl first and then the baron in the search for broken bones. The girl had been lucky, apart from skin damage and the burn marks created by Nitro, Scourge hadn't done any internal damage to her. Blitzschlag was less fortunate, his legs had been broken in two places and it was highly unlikely he would move very far again. Once again he thought himself worthy of a Purple Heart and Tony, with a mixture of tiredness and lack of caring told him that he would look into it. Closing the curtain on the former Nazi, Tony walked over to the girl now covered in bandages.

"So Maria how did you get in this mess?" Tony asked

"My name is Melissa Joan Gold." Maria replied it was obvious that this time he hadn't arrived soon enough to save her.

"Melissa." he said tentatively, "Do you know where you are?"

"My name is Melissa Joan Gold."

"She has neural damage." Physique told him as he stepped away from Maria who was repeating the same six words over and over, "We will give her a sedative for tonight and will put her on a course of pain-killers."

"I'll brief Trauma tomorrow, see if he can help her." Tony said looking down at the woman. "What was Scourge thinking doing this." he asked

"Torture is a useful tool for learning information. But in this case it seems it was used to reprogram her mental state" Blitzschlag informed them from the next bed, "But to do it so quickly shows a mind that had been broken in the most sadistic ways."

"Do you know how to deprogram her mind?" Tony asked

"No, the work may have been done quickly but it seems secure. This woman thinks she is Melissa Joan Gold. Even if you could break the re-programming it would be very likely that she would think that she is both people." Blitzschlag answered

"You're talking like she's a computer to be reprogrammed." Physique said, "It's disgusting, the mind is delicate you can't just switch it on and off whenever you please."

"Oh but you can." Blitzschlag said darkly, "But I wouldn't worry about that. Scourge is going to be very angry at what you have done. His vengeance will be brutal to everyone in the Initiative."

"Would he dare take revenge even with the punishment that Osborne would stack on him?" Physique asked

"He would." Tony replied, "Scourge isn't some brute he's smart and tactically devious. Most likely he thought of some way to retrieve Maria if there were complications. And we can assume that he's going to strike through cunning and subterfuge rather the assault the camp directly."

"What do we do?" X-Ray asked, "If Scourge has already won, how do we prevent his revenge from killing us all."

"Assemble the entire Initiative and the HAMMER security in the main training field in fifteen minutes." Tony ordered, "Scourge won't strike until he knows he can get away with it. That gives us time to prepare the trainees, it will be them he targets not the staff."

"Why's that?" X-Ray asked.

"Because Scourge wants' the Initiative under his control. Every Lock, Stop and Barrel of it."

* * *

><p>The origonal character of QuetzalSongbrd II is my own creation and doesn't belong to Marvel Comics


	4. Trainees and Casulties

Somewhere in the darkness an alarm clock sounded. Tony opened his eyes and saw the red digital numbers 06:00 hours flick over to 06:01. Getting to his feet he remembered what he had told the trainees last night; that now more then ever that they were one big team, despite where they had come from and that as a team they should look after one another. Tony knew that it was mostly bull, the villains hated the true heros and the heros would only rarely talk to the villains. Still at least everyone knew to be on the look out for strange occurrences. Slipping into a fresh cowl and suit of armor Tony looked into the mirror to see the foul grimace of the Taskmaster looking back. Maybe he thought the cop in Oklahoma had been right maybe it was time to change the look, after all he was a teacher of heros now not a mercenary.

Stepping out Tony saw that his door was covered in blood and scratch marks. Cursing under his breath he saw a body lying on the floor. Rolling the body over he saw it was the Executioner one of the young Masters of Evil a team he was reforming. A quick check revealed that the young villain was alive but fading fast.

"Physique." Tony called using the comm. in his cowl, "Are you up?"

"Just going down to check on Maria." she informed him, "What do you need Tony?"

"I have a man down in Sector B, apart from superficial wounds on his hands I can't see any injuries. As of such I'm triggering a momentary lock down while I move him to quarantine."

"Alright I'll deal with Maria and meet you there." Physique replied, "Do you think Scourge has anything to do with this."

"I don't know." Tony answered, "Just in case bring some Hazmat gear."

Picking the Executioner into a fireman's carry Tony began to move the teenage towards the back of the compound and the stairs down into the sub-basement. All around him the automatic door locks activated and the lift shut down unable to move until he, or another member of staff activated them again. As he reached the stairs one of the HAMMER agents appeared her armor emblazoned with the red cross of a medical officer.

"Sir do you need assistance." she asked

"I wouldn't mind a help getting him downstairs." Tony asked relived that he wouldn't have to carry the heavily armored teen alone. Together Tony and the Agent brought the unconscious Executioner to Quarantine where Physique was waiting clad in a hazmat suit.

"Get him inside." she ordered helping move the Executioner onto a bed under a bright purple light. "Where do you two think you're going?" she asked Tony and the agent as they turned to leave. "You could be contaminated with whatever took him down." she added

"I have a camp to run." Tony said.

"Until I have completed the preliminary tox screen you two are going nowhere." Physique ordered pressing Tony down into a second bed. "Tony, Agent Bell." she said, "Sit tight, if I don't find anything within an hour you can go."

Over the next hour Tony worried about what was happening. The lock-down was still in effect, he possibly had contracted some kind of killer virus and he had at least six new trainees to interview. Throwing in Scourge's threat and a visit from one of Osborne's avengers today and it was shaping up to be a bad day. At least Agent Alyson Bell was taking things well as she sat on the bed and smiled at him.

"Good news there is no virus." Physique said over an hour later, "what ever happened is a hormonal thing, you're free to go and I advise that you cancel this lock-down."

"You 100% sure?" Tony asked as Agent Bell left the Quarantine Chamber

"Well there is something." Physique said, "The Executioner's serotonin levels were off the charts. Combined with the Adrenaline in his body he was feeling high levels of pain that caused him literally to go berserk. The longer he was in this situation the more the serotonin caused his blood vessels to constrict. Any longer and he would have died."

"How did he get so much serotonin in his body?" Tony asked

"It's strange, his body showed no injection points and while drugs could produce this he would have to take a truck load to reach the levels he had." Physique explained, "It's almost like his body went into overload and started producing large amounts but that is equally impossible."

"Could somebody's powers do this to him?"

"Hypothetically yes I suppose but you know that we have nobody with a power set that could do this."

"Not that we know of, maybe one of the new trainees has this ability." Tony suggested, "What are we going to do with him?"

"His body is intoxicated with byproducts from metabolizing the serotonin. It looks as if his body is producing natural inhibitors to break up the hormones but I'm going to prescribe Painkillers and Morphine until his levels drop to a normal rate." Physique revealed, "If this is meta-spread then we will have to watch for symptoms such as increased appetite, social awkwardness and then the berserk panic that you caught the end of."

"What I wanted to know is why he didn't call out? I only found him by chance." Tony asked

"Serotonin affects the mind he probably thought, in the state he was in, that it would do more harm then good." Physique explained.

Tony left Quarantine and deactivated the lock-down before heading up to the mess hall. By the time he arrived the majority of the trainees and trainers were there eating and getting ready for the days training. During breakfast Tony looked around searching for anybody who was eating more then usual but he didn't sense any change in appetite in anyone. After eating and watching the first 5 minutes of Frank's class on hand to hand combat Tony took to his office ready for the interviews. As he sat down the first trainee arrived dressed in a red and blue bodysuit.

"Ms. Ehert AKA Jackpot. Nice of you to rejoin us here at the Initiative." Tony said

"I'm only here because Osborne threatened to turn me over to Fisk." Jackpot replied, "And it's Ms. Jobson at the moment."

"Well Jackpot I just need to get a description on your powers and I need a signature to say that whatever the case you're willing to complete the course." Tony asked well aware of the look Jackpot was giving him. After only a minute he had a full description of her powers and her signature which he filed away. "Welcome to the Initiative, go over to administration to get your timetable and bunk assignments." he ordered her as she got up and gave him a look that made it clear she wanted him dead before leaving.

This set the tone for the rest of the interviews that morning. His next trainee was the Hangman a dangerous vigilante that made it clear off the bat that all he wanted to do was kill villains. Despite the requirement for more members of the Initiative Tony was worried about the presence of the Hangman both in the base and in the wider world and ultimately dismissed him. After that Baron von Blitzschlag brought in a woman named MIA, the newest clone of Michal van Patrick with none of the imperfection of the last clone KIA whose memory core was still missing. As the Baron and MVP left there was a hurried knock on the door and Tony opened it to see Black Mamba standing outside.

"What is it?" Tony asked, "Can't you see I'm busy."

"It's Cleo she just went nuts in our training session, it's so unlike her." Mamba explained

"Damm it." Tony cursed before activating this cowl comm. link, "Physique we have another one down in the advanced ranged combat arena." Following Black Mamba down to the combat arena Tony saw two HAMMER troops lying on the floor as Asp sat in the corner.

"What's going on?" Vector asked as he kept the students back from Asp whose hands were crackling with energy.

"It's some kind of illness." Tony lied, "It's not contagious as far as we know." he added.

"You might want to use this." Agent Bell said pushing past the gawking trainees, Physique informed the medical staff that this may occur again and gave us morphine shots to distribute to calm down anyone affected." she added handing Tony a shot of Morphine.

"Here's hopping I land a Bullseye." Tony said throwing the needle at Asp who vaporized the projectile with an energy blast. "Okay maybe that would have been too easy."

"Stay away from me, you're her hatchet-man." Asp cried, "You will kill us all."

"Who do you mean?" Black Mamba asked, "The Taskmaster has our best interests at heart."

"No he works for her." Asp sobbed, "She will kill us all."

"Who is she?" Tony asked, "Because I only work for Osborne and unless he has had a sex-change and that wouldn't be pretty."

Asp didn't reply she just collapsed and the HAMMER medical agents rushed forward and dosed her with some morphine as Physique and a stretcher team arrived to take her down to the infirmary. Already the crowd was closing in on Tony with various people asking what was happening and if the 'disease' was contagious. Tony wasn't ready to tell them, the information of a traitor would cause paranoia in the ranks.

Heading into the communications shack Tonya activated the loud-speaker and ordered that "All Initiative Trainers and Staff are to report to the mission control center at first recess to discuss recent events."

Heading back to his office Tony blew through the next two candidates; Michael Eves a former British marine who had volunteered to be the next Abomination, his green skin rippling imposingly, and Cody Twain, the brother of the original Headsman who seemed hell-bent on getting revenge on his brother's murderer. Tony found this slightly worrying; Cody was convinced that the Agents of Atlas were responsible when really, albeit accidently, Scourge had pulled the trigger. Both Abomination and Axegrinder passed the initiation tests and both had no hormone control powers. Due to the distraction concerning Asp's Serotonin Overdose, recess arrived before the last candidate could be interviewed. Tony apologized to her on the way out before heading the mission control room that also doubled as a makeshift Staff Room.

"By now you all know about Asp's attack during training. And some of you will have noticed the absence of the Executioner." Tony stated surveying his staff for reactions. Constrictor and Puma had maintained their calm while Vector remained emotionless as ever. Trauma however looked shocked; whatever Shreck felt was invisible due to the armor that hermetically sealed him to slow down the rate of decay that was consuming his body. "Physique can explain it better then I." Tony admitted activating the bases Comms with the Infirmary.

"Tony," Physique said desperately, "The serotonin it's not being spread by a trainee it's her."

"Who," Tony asked

"She will kill us all." Physique replied her hand scrambling for a syringe of morphine. "You have to stop her before she take's us all."

"Jesus Christ." Trauma cursed, "What is this thing?"

"Somebody is manipulating hormone levels, particularly serotonin and adrenaline." Tony stated, "We have to presume that it's an attack on the Initiative." he added as HAMMER medical staff reached Physique and injected her with morphine. "From who and why we don't know."

"Could Scourge be behind this?" Frank asked.

"Possibly, but we still don't know enough about what's going on to jump to any conclusions."

"She said that it wasn't a trainee." Puma said, "That suggests that it's a member of staff or security."

"Or an outside force." Vector added, "We could have been compromised."

"Trauma, how many appointments do you have today?" Tony asked

"Two later this afternoon." Trauma replied

"I want you to check the HAMMER agents files on this base for any affiliation with Scourge. As soon as you get something come to me, I don't care what I'm doing we already have three people down I'm not having any more." There was a knock on the door and Vector telekinetically opened it to reveal the HAMMER Dockmaster, his face flustered.

"Sir the Avenger has arrived." he panted

"Yes I'm expecting the Steel Soldier tell him to set up in the main training court." Tony ordered

"Sir it's not the Steel Soldier its Ms. Marvel and she says that Osborne has instructed her to do a full inspection after her lecturer." the Dockmaster answered, "Says she's looking at trainee health and security in particular."

"Tell her to wait in my office." Tony ordered. As the Dockmaster closed the door Tony slammed his fist down into the table. "Osborne's playing us." he said, "Random Inspections on the day a serial poisoner is on the loose and our head medical officer goes down. That's not coincidence somebody is yanking our strings."

"What should we do Sir." Frank asked.

"We continue as normal until we find however is doing this and then we make sure the he, she or it pays." Tony said grimly, "I'm the Taskmaster and anybody who attacks my trainees makes me their enemy." he added, "Meeting adjourned, now get back to work." he spat bitterly slamming the door as he left the others sitting in the darkness.

* * *

><p>The Character of Abomination IIMichael Eves is my own creation and does not belong to Marvel Comics


	5. Initative vs Avengers

Tony was furious, the closer he got to his office the angrier he got. While it was true he didn't like Karla Sophen, the former Moonstone and current Ms. Marvel, Tony was certain that she was being played. Still it didn't help that she possessed the three traits he needed least at the moment; nosiness, arrogance and a general disregard for anyone but herself. The first signs of her eminence sticking her nose where it didn't belong came steamrolling down the corridor that linked the Taskmaster's office and the Mission Control Room so fast that she knocked Tony off his feet.

"Watch where you're going." he growled

"She's so mean," the girl sobbed, "I went through a years worth of therapy and she undermined it in minutes."

Tony looked at his clumsy 'assailant' to see a teenage girl with purple hair dressed in a tank top and combat pants. He recognized her face from the Initiative's First Class as belonging to Violet Lightner, a former trainee named Armory who had accidently killed the original MVP and was indirectly responsible for the clone KIA's rampage. Tony knew that Violet was still fragile from the reports Trauma received on her mental state and was unsure why she was reapplying to join the Initiative. Most likely she had been blackmailed by Osborne as had so many of the former 'Heros' that had joined so recently.

"Who is she?" Tony asked unsure if Armory had been affected by the mystery poisoner

"Ms. Marvel she told me to come into your office and then she." Armory began, "You can't send me back, if you do Osborne has threatened to kick my parents out of the house."

"Wait outside my office. As far as I'm concerned you are not fit for duty but maybe I can find some use for you," Tony ordered, "Right now I have a doctor to see."

Upon reaching the office Tony found Karla sitting on his desk reading the recent trainee application files.

"So the Taskmaster returns." she said a hint of jealousy in her voice, "What was your meeting about? Possibly the mystery illness that's spreading like wild fire around your little training camp. I see that you have neglected the most basic forms of Quarantine, Osborne won't be happy."

"The illness isn't spread by air, water or fluid contact, its meta-controlled." Tony answered, "What I want to know is how you knew we had problems when I haven't announced it to Osborne yet."

"Scourge told me you had 'casualties' when he was here last night." Karla answered

"Then how did he know last night when our first casualty was infected this morning and it's strange that the rota here says that the Steel Soldier should be here not you." Tony said, "Looks like he's using you."

"Stop your mind games, you're not that smart." Karla spat, "I'm here to lecture on team work. I plan to do a practical and have picked four of your trainees to demonstrate with I hope you have no problems with that."

"Do they know you picked them?" Tony asked angry that Karla had turned the conversation around so quickly.

"No." she smiled maliciously, "If they can beat me then I'll hold fire on the inspection, if not I don't hold any punches."

"Get out of my office." Tony ordered pulling Karla off his desk and pushing her out the door, "This isn't over." he growled

"No it's just beginning," Karla replied seductively as she shut the door. Opening the door Tony saw Armoury cautiously watching 'Ms. Marvel' leave for the main training arena.

"Armoury how's you organizational skills?" Tony asked.

"Okay I guess." she replied

"Good then you'll be my aide until both I and the camp physician feel that you are ready for active duty. Now your first job is to help Trauma hunt down whose attacking the trainees."

"One thing." Armoury replied as she turned to leave, "The team is MIA, Ossuary, Crossbow and X-Ray. I overheard her plotting when I was outside your office before she called me in."

"Good Work." Tony said surprised, "Now get to work." he added as Armoury ran down towards Trauma's office. Now alone Tony thought of how he could warn the four trainees about Karla's ambush. The problem was that the four didn't associate and that everybody would be watching him. Add in the fact that there was only five minutes of recess left meant that he wouldn't have time to reach them all. MIA would be easy to reach she would probably be with the Baron since he was anxious to let her associate with anyone else due to the KIA incident. Quickly Tony typed an e-mail instructing Blitzschlag to upload the Ms. Marvel - Current file into MIA's computer information bank. To make sure the message was receive Tony made sure that when the message arrived at it's destination that it would play the British anthem non-stop something that was bound to get Blitzschlag to pick it up as soon as possible.

"And now for Ossuary." Tony said to himself as he picked up the PA system before broadcasting, "Will Dale Cross come to the Drill Master's office immediately."

Dale Cross AKA Ossuary arrived at Tony's office quickly and well within the remaining time before Karla's lecture. Ossuary was a big man his dark skin covered by a home grown suit of armor composed of bone and rock. Around his next there was a necklace containing four pieces of bone which gave Dale the powers of their former owners.

"Mr Cross," Tony said, "I need you to send a message to X-Ray and Crossbow. The kind that can't be heard by eavesdroppers. Tell them that Ms. Marvel has chosen them to be her punching bags."

"Me as well?" Dale asked in his thick Louisiana accent.

"You and MIA as well." Tony replied, "But because of your abilities and MIA's leadership skills, if they are half as good as the originals, you should be able to deal with her."

"Thank you sir." Dale replied not sounding convinced.

"Oh and one more thing Dale." Tony asked, "Tell them to act surprised when they are chosen."

Minutes later Tony was sitting down in the main training arena listening to Karla talking about how teamwork could allow individuals with inferior skills and powers to take out more powerful individuals. The Thunderbolts defeat of Graviton was used as a case-study although it seemed like the details had been twisted. Eventually Karla cane to the practical demonstration and as Armoury had confirmed she chose MIA, Ossuary, Crossbow and X-Ray to face her.

"Now that's the home team." Karla said, "Let's meet there opponent, Wolverine." On cue Wolverine stepped out of the crowd and elongated his claws,

"Stop," Tony called stepping down into the arena, "You didn't discuss this with me."

"Feel free to stop the fight if you don't think they can take him." Karla said a smirk on her face, "Or better yet why don't you lead your team against Wolverine and Me, there's rumours that you're going soft."

"Then it's time to quash those rumours." Tony said unsheathing his sword which caused the audience to cheer.

"Well then let's rock and roll bub." Wolverine growled.

"Ossuary hook us up." Tony ordered as Karla and Daken circled the trainees like vicious sharks. Ossuary touched one of the bones on his necklace causing it to glow blue before telepathically broadcasting, "Can you hear me?"

"Loud and Clear," X-Ray said

"Sir are you going to take the lead?" MIA asked

"No you are, for the next few minutes you are in charge," Tony said

"Okay then everyone form up in a defensive ring," MIA said speculatively as Karla lit up the battlefield. "Prepare for an attack," she added as Daken came slashing in attempting to split the group. Tony parried with his blade as Ossuary slammed Daken from behind knocking him out of the circle.

"Where's Ms. Marvel?" X-Ray asked. During Daken's attack Karla had vanished probably going intangible. Daken had returned to slinking around the perimeter after his attack a sneer on his face.

"Crossbow scan through your visor settings." MIA ordered, "I'll go through mine, together we will locate her. X-Ray put up a shield of energy to stop her getting close. Sir if you and Ossuary keep an eye on Daken we should be able to cover all the bases."

"Yes Mam." Crossbow answered as he activated his visor while X-Ray put up a dome of radioactive energy over the circle.

"Got her she's about five meters above us." MIA said, "Switch to Infa-Red." she added.

"I have an idea," Crossbow stated "If I laze her location." Crossbow asked, "X-Ray could bring her out of being intangible."

"Good Idea." MIA said, "Do it now."

Crossbow activated his bow's laser sight shining the beam right into Karla's face. Seconds later X-Ray flooded the area with radiation revealing Ms. Marvel meters above their heads.

"Head's up Wolverine incoming." Tony commented as Daken made another dive into the fray this time heading for MIA.

"Ossuary unlink on my mark and get ready to immobilize Wolverine." MIA instructed as Daken separated her from the others, "Mark." she bellowed no longer psychically connected with the others. Ossuary activated a bone he had received from a terra-kinetic he had slain years before and encased Daken in mud and concrete.

"X-Ray light the touch paper." MIA commanded. X-Ray let off another radiation blasts sending Daken flying out of the arena. Karla flew up after him and smashed the makeshift tomb open before sending Wolverine back towards the ground and startling speed by increasing his mass from kilograms to tons so that the blast knocked the Initiative team off it's feet breaking the circle.

"That hurt." Daken complained

"Just take out the marksman while I deal with the telepath." Karla ordered as she fired a blast of light at Ossuary who created a mud shield just in time.

"Switch to Psychic." MIA instructed dodging another of Ms. Marvels blasts. "You heard them Sir if you protect Crossbow, X-Ray and I will keep Ms. Marvel busy."

"Alright punk, let's see if a second rate Hawkeye like you can even use this thing." Daken growled advancing on Crossbow. Tony moved on an intercept and bashed Daken in the face with his shield. Daken rounded on him shoving his claws through Tony's shield and ripping it in half before advancing a murderous look in his eyes. Suddenly Daken began to sway and Tony saw a pair of crossbow bolts embedded in his knees as Crossbow span the ammo barrel connected to his weapon.

"Bad Move." Daken growled, "Hawkeye would have gone for the head."

"I'm not Hawkeye." Crossbow repeated pressing a button on his weapon that detonated the blasting clay tipped arrows. Daken emerged from the explosion his bone sticking out through the flesh in his legs before collapsing as his healing factor began to kick in. Looking past the rabid mutant Tony saw MIA flung across the room by Karla as Ossuary barley deflected an energy blast with his powers. From nowhere X-Ray appeared behind Karla and shocked her to no avail as she swung round and blasted him at close range.

"Crossbow you got a Tranq Bolt on that bandolier?" MIA asked

"I have muscle relaxant." Crossbow replied, "Should do the job." he added loading the bolt and firing it into Karla's back. The bolt did as little damage as the radiation blast with the end result being Crossbow blasted with a light blast. In addition Daken was getting back up and looked like he was about to rip off Tony's head off with his claws.

"No," Crossbow cried, "She's coming for me."

"No not know." Tony called, "MIA we have to wrap this up now, Crossbow is infected."

"He's not the only one." Ossuary said, "X-Ray's hormone levels are spiking, I can feel his mind slipping."

"MIA are you fine?" Tony asked

"I'm Okay…K…K…KIA."

"That's all we need." Tony murmured.

"Looks like you've failed." Daken said, "Ain't that right Karla."

"Don't look at me." Karla said recoiling

"What's going on?" Daken asked, "What did you do to her?"

"I didn't do anything, it's the sickness." Tony explained as Daken, Ossuary and he circled each other.

"Your responsible," MIA growled, "I'll kill you like you killed me." she added running at Tony at full speed. Tony expertly flipped MIA only to have Daken come slashing in again stabbing his claws into Tony's sword arm.

"Tony come in." Trauma said over the cowl's com link, "The one responsible for this is Alyson Bell. Only it's not Bell, she died in the siege, it's somebody called Bile a former black-bag operative who worked with Scourge in the first and second Gulf Wars."

Tony kicked Daken away and watched as Ossuary flipped MIA as she punched him in the jaw. Looking around he couldn't see Bell anywhere as MIA produced a knife and stabbed Ossuary in the neck.

"Daken, Ossuary, we have to find Bell she's behind the attacks." Tony began as Daken circled around ready to strike again.

"Oh don't worry about me." a voice said from behind as Tony felt the muzzle of a handgun touch the back of his head, "I'm going to kill you a lot faster then he ever could."

* * *

><p>The characters of Bile, Ossuary and Crossbow do not belong to Marvel Comics<p> 


	6. Black Ops and Bile

The gun clicked as Bile pulled the trigger as Tony braced for the inevitable. The shot never came just as the gun clicked three more times as Bile huffed in anger. Tony knew he couldn't relax, Bile was still in the game and Daken and KIA were still dangers as well. He reacted quickly slamming his good arm into Bile's face as KIA and Ossuary clashed again, with the former grabbing at the latter's bone necklace before being pushed away. By the time Daken came slashing in Tony had recovered Crossbow's dropped weapon and fired a bolt that the mutant expertly dodged. Just as he reached the Taskmaster however, he winced in pain as Bile got to her feet as Tony spun around to face her.

"You're not as good a shot as they say." Bile taunted

"That bolt contains pulse apparatus that shuts down meta abilities." Tony replied, "No Hormone Control and no Healing Factor." he added punching Bile in the face. Turning Tony saw Daken flying at him claws outstretched and dodged the mutant just in time. Daken snarled and turned towards him but as he got ready for another attack his feet began to sink into the arena floor.

"I thought you said powers were down." he snarled as his torso sank under the earth.

"It stops meta abilities but Ossuary's powers are magical in origin." Tony explained, "Now you have two choices, surrender and declare my team the winner or get a bolt through your brain." he offered.

"Fine you win." Daken growled as HAMMER medics rushed out to recover X-Ray, Crossbow and Ms. Marvel avoiding MIA who was standing in the middle of the arena looking up with electricity sparking along her arms.

"Now." Tony asked Bile as he pulled her up by the neck, "What did you do to MIA to make her swap the M for a K."

"She got a super high dose of Acetylcholine, a hormone that increases memory, she found out about KIA all by her lonesome I just gave her a push in the right direction." Bile replied.

"Who are you working for?" Tony asked, "Tell me." he said angrily shaking Bile

"My name is Corporal Sara Tonin Serial Number 90245." Bile replied, "I won't be able to tell you anything other then that in thirty seconds due to the Venlafaxine in my blood stream. If I were you I would check your medical bay." she added a sneer on her face.

Tony arrived at the Medical Bay to find Maria no longer in her bed. Talks with the medical staff had revealed that Tony himself had discharged her and even signed documents for her to be released to HAMMER. Tony wasn't sure if it was an imposter or if he had actually done the deed under Bile's control. Either way he would being up the matter with Osborne in the Cabal meeting tomorrow. He was sitting in his office when there was a knock on the door and both Karla and Daken walked into his office without him inviting them in.

"You won." Karla said bitterly, "As agreed I won't tell Osborne about what happened."

"Yeah it must be embarrassing that you were beaten by trainees." Tony replied, "I need to ask you about your escort to Camp Hammond. One of my trainees had been moved and I believe someone posing as me moved her."

"You think that freak Tonin had help?" Daken asked obviously still angry about losing.

"I think that the sickness and your visit was a distraction and I'm trying to decide if you two were in on the plan or just pawns pushed into place." Tony stated, "Either way Tonin is heading for the Negative Zone as we speak."

"Who was the new trainee?" Karla asked.

"The new Songbird, Scourge brought her in last night and was attempting to brain wash her into thinking that she was Melissa Gold." Tony informed them.

"No all I knew is that Steel was rotated out and Daken and I were rotated in." Karla replied. Tony looked at her hard, it was impossible to know if she was lying but he was reasonably sure that she wouldn't stick up for someone who had stabbed her in the back.

"Fine." Tony said, "I'll have to take this up with Osborne." he added, "I'm sure the trainees learned a lot from your demonstration."

"I'm sure." Karla replied as she and Daken left their faces full of anger and hate. If looks could kill Tony would be sure that he wouldn't be sitting there after there glares.

Tony sat at his desk for the next forty minutes until there was a knock on the door to his office. After being invited in Trauma and Armory sat down in the leather seats on the other side of his desk.

"Are you okay sir?" Armory asked

"Just trying to piece all the information together." Tony replied, "Somebody impersonating me took Maria, possibly to Scourge, I know I'm not the most ethical person but you don't torture innocent people for no reason."

"Maybe I can shed some light on our mystery intruders." Trauma ventured, "During the 1st Gulf War the US Army transported a casket from their embassy in Santiago Chile to an air base in Turkey. The contents were a super-soldier named Nuke, but we know him as Scourge."

"Does this have a point?" Tony said his voice full of agitation.

"Scourge was made team leader of a covert unit consisting of Meta humans. Their target was a high ranking Iraqi army officer who they would assassinate. Once done they would take his place and get close to Saddam Hussein so that when the time came they could capture him and end the Gulf War." Trauma informed

"The team consisted of four members; Nuke in the lead, Bile as a Medical Officer and Chief Interrogator, Ghille as their infiltration expert and Overwatch and finally a mutant named Molt who could mimic a persons features. Molt would then shed his skin which could be used as a disguise for the others. What ever happened is unknown but whatever the result they were deployed during the 2nd Gulf War as well." Armory explained, "All four are still active."

"Molt could have impersonated you and moved the girl." Trauma explained.

"Great so anybody could be a double agent." Tony cursed

"I doubt it." Armory suggested, "I mean they would know that we would find out sooner then later right." The others looked at her. "If you knew that somebody had dirt on you, would you take them out quickly or wait to see if they tell other people."

"She has a point." Trauma said, "Good news is that Molt can't mimic the powers of his targets unless they are part of their appearance. For example he can mimic steel skin but can't create light beams or adamantine claws."

"What about this 'her' I keep hearing about, apart from Bile was there any other female aspect of the team?" Tony asked.

"Only their handler a SHIELD Agent that went by the name Dispatch 1." Trauma explained, "And it's not her I'm certain of it."

"How can you be?" Tony asked, "Barley nothing has been revealed as far as I can tell."

"Because Dispatch 1 is dead, and her real name is Maria Hill." Trauma revealed, "End of the line by the looks of it." he added.

"Until Molt reveals himself if he is still here." Armory added.

"I don't have to tell you that this doesn't leave this office." Tony said, "When I'm sure that I can trust the rest of the staff then I'll reveal it." he added getting to his feet.

"Where are you going?" Armory asked

"You and I are going to Avenger's Tower, I need to know what if any influence Osborne had over Scourge's decisions." Tony replied walking out of his office, "Trauma tell Frank that he's in charge until I get back and that I am leaving immediately."

Down in Solitary Confinement the echo of boots against the metal floor could be herd across the entire row of cells, the concrete walls and metal doors preventing any access to the outside world. Skein sat picking over the remains of the food that she had been brought at lunchtime. From outside her cell the sound of a key pad beeping and then the twisting metal of a key in the lock sounded. Skein blinked twice as the bright light streamed through the doorway to see the Taskmaster silhouetted in the entrance.

"Go back to your quarters." he ordered, "I'll deal with you later." he added before walking out. Skein followed him out and after a brief conversation with the guards about the apparent craziness that had ensued in the last twenty four hours headed back to her quarters. As she passed the landing pad she notice the glimmer of a Zeus Class Transport heading south away from the camp but ignored it. Arriving back in her shared dorm room she thudded down onto the bed and stretched glad to be out of the cell. As she did her arm cut against paper and she sat up and found a note tapped to the side of her chest of draws. It simply said; "10:30 Tonight, Training Room. Bring anyone wanting to leave. S."


	7. Seeds of Rebellion

**VTOL Pad, Avengers Tower, New York - 19:28PM**

Tony stepped out of the Zeus Transport as it hovered over the VTOL Pad at Avengers Tower. Due to the transport's large size it was impossible for the vehicle to land and the cross winds from the jet had cleared the welcoming committee. Behind him Tony herd Violet land before another thud sounded as the HAMMER Soldier's on the transport lowered an emergency pack containing among other things weapons and a first aid kit. Tony turned and gave the pilot the sign to take off and leave them at the Tower. As the vehicle flew off the doors to the platform opened and a unit of HAMMER Troops led by Osborne's right hand flunky Victoria Hand arrived.

"Mr. Masters." she said with only a hint of irritation in her voice, "We were not expecting you until tomorrow."

"Things have changed," Tony said impassively, "I need to talk to Osborne urgently."

"I'll see if he has an opening." Victoria replied, "You may come in but your," she looked at Violet who was wearing a mix of jeans and a loose shirt, "associate will have to wait here."

"Ms. Lightner is my personal assistant, she will be taking minutes for me." Tony snapped

"Indeed." Victoria said, "I suggest you loose that temper, Norman is very impatient with everyone these days." she added grinning maliciously.

* * *

><p><strong>Mount Hope Cemetery, Maine - 19:50PM<strong>

"I'm growing impatient Frank." the bald headed man growled.

"That's unlike you Ghille," Scourge replied, "As a Sniper you always showed patience."

"This is different, this isn't sanctioned." Ghille replied, "I don't trust that witch as par as I could throw the Hulk." As he finished there was a flash of red light and a woman with horns and red hair appeared.

"Welcome Satana, I presume that Parker remains ignorant of your actual location." Scourge asked

"He is a threat to our plans but for now he is a threat that can be useful especially when we receive the mistress instructions." Satana replied, "Where are the others there should be seven of us not just us two."

"Malloy is dead," Scourge replied, "Killed by Zemo of all people. The others pass on their apologies. Rita was here earlier however, to draw the ancient symbols."

Satana looked down at the ground she stood next to, "Hindi symbols of summoning and rebirth how narrow minded of her. Still it will do, all we need now is the effigy, I presume that you were able to reacquire it."

Scourge nodded as Ghille went to the truck parked behind Satana and dragged out a woman with white hair streaked with pink. "Will this do?" Scourge asked as Satana went up to the woman checking her teeth.

"Crude but it should fit the profile." she announced, "Although I wonder why both celestial and demonic powers chose this body to bring the mistress back to this world."

"Doesn't matter" Scourge replied bluntly as Ghille shoved the woman into the middle of the circle.

Satana began to chant as grey light lit up the circle;

"Lady dari kelahiran saya memanggil Anda untuk formulir ini,

Kember ini tubah adalah milikmu sampai dunia siap,

Kami hamba-hambamu akam mengawasi Anda ketika Anda tidur,

Kesedihan maju tak bernama seperti yang Anda sekali lagi berjalan di bawah bintang-bintang yang kejam."

Inside the circle the woman got up and hovered over her three servants her eyes glowing grey as mist surrounded her. "I come to this world once more." she said in a gravelly voice that caused the nearby headstones to crack. "Many will come for my mother, you must stop them and hunt down the seven pointed star. Fail me and you will die with the others but serve me well and you will be lords in my new world. Do you understand me?"

* * *

><p><strong>Avengers Tower, New York City - 20:20PM<strong>

"Scourge is out to sabotage the Initiative." Tony argued, "Do you understand me?"

"From what I here Tony." Osborne said, "It seems all you have is speculation although it does interest me. Scourge has been off the grid since I sent him to Mexico"

"Well he's not in Mexico he was hanging out in Connecticut while I was fighting my way back from Oklahoma." Tony said his anger bubbling over, "You can't treat you're best people like that. I don't see your Avengers being forced to take buses and planes."

"Are you saying that I'm treating you unfairly?" Osborne growled low clear evidence of hostility in his voice.

"No it just seems that you're taking me for granted." Tony replied, "I mean I'm running Camp Hammond while Camp HAMMER is being rebuilt and I dealt with the attack at JFK two days ago I just think that maybe you should focus on weeding out the loose canons in your own house before you start chasing shadows like Songbird or Simon Williams."

"And why's that?" Osborne asked, "Songbird's little stunt at Site Alpha-Bravo Whiskey killed several people and Williams vaporized three agents only hours ago. Are you saying we should forget these people to hunt down somebody who may or may not be trying to disrupt the Initiative."

"No but I think you should find Scourge and see what he knows, It's not a coincidence that a former comrade of his arrived at Camp Hammond a day after he did and started trying to kill everybody." Tony stated.

"And this Sara Tonin?" Osborne asked, "What did she say?"

"Nothing," Tony replied bitterly, "She whipped her memory before we could interrogate, she's heading for a long stint in the Negative Zone which might clear the water."

"So you have no hard evidence then." Osborne said, "Since you have been a good soldier I will give you the benefit of the doubt and talk to Scourge when he resurfaces, as for the other matter. Well let's just say that I strongly appose your views on that matter and I don't wish to talk about it at all."

* * *

><p><strong>5 miles West of Roxbury, Connecticut - 21:27PM <strong>

"Do I even get a choice because I'm strongly apposed to this." a male voice said as he jumped out of the pick-up truck.

"Don't worry you will be fine." a second voice replied as the first man stepped out in front of the truck into the headlights.

"I don't know, I mean what happens if Osborne gets wind of this. And what if who I'm meeting with gets wind of who I really am" the first man said as he pulled his shield from his back.

"Come on you're U.S. Agent." the second voice said, "Besides that big lug Captain Zulu is in charge, he may be an expert tactician but he won't suspect you."

"Okay," U.S. Agent replied, "So I just deliver the package and wait for them to do the rest." he asked

"Yes my sleeper is dealing with things back at Camp." the second voice clarified, "If this goes right I'll kill two birds with one stone." U.S. Agent nodded and walked west into town.

"Good Luck," the second figure said stepping into the beams from the head-lights revealing an American Flag tattooed across his face.

* * *

><p><strong>Camp Hammond, Connecticut - 22:30PM<strong>

"Are we all here?" Skein whispered as she entered the training room. The group that met was pitifully small and made up of people who had nothing to loose.

"This is everybody." Bushmaster hissed, "Everyone else is afraid of what Osborne will do to them."

"Do we know who this contact is?" Cloud Nine questioned, "How do we know it's not a trap set by the Taskmaster or worse Osborne."

"We have to just hope that whoever comes will be able to help us leave the Initiative." Skein stated. The others all looked worse for ware; both Bengal and Barracuda were still healing from injuries sustained at Asgard. Cloud Nine and Holocan were more recent additions to the Initiative and both seemed unhappy about the arrangements that Osborne had pushed them into. The other two members of their meeting were former criminals just like her and while Lammergeyer was desperately trying to turn over a new leaf as a hero she guessed that Bushmaster was simply fed up with playing the good guy.

The door creaked and an individual entered clad in power armor dressed in the red, white and blue of the Iron Patriot.

"It's a trap." Bengal growled picking up his combat knife as the others followed suit getting ready to take down the armoured individual.

"Wait I just want to leave." the figure said taking off his helmet. Skein thought she recognized the young man but she didn't no from where. "Harry Osborne, American Son." the man offered.

"Osborne's runt, just what we need you know what they say about blood and water." Bushmaster hissed.

"Silence Serpent." Holocan said his Mexican accent clear, "This boy has no love for his father but his heart is good and true."

"Says you." Cloud Nine murmured.

"Quiet all of you." a new voice commanded, "Sybil I truly though you would be able to gather more people for the cause." the speaker added stepping into the light revealing the face of Songbird.

"Melissa you came." Skein spluttered, "I am so happy to see you we are all ready to join up with the Thunderbolts."

"You won't be joining up with me." Songbird stated, "There's going to be a break in by a group of SHIELD Agents under the command of Captain Zulu. I need you to make sure he gets in and gets out safely and with a minimum of casualties."

"And then we join up with you?" Skein asked

"I'm sorry but Zulu's group are forming their own team called the True Avengers and for that he needs your help, all of your help. When this is over, when Osborne is rotting in jail." she was interrupted by a cough from Harry, "Fine when Norman Osborne is rotting in jail then I will need you Sybil. Until then do whatever you can and don't fail me, if you do the whole resistance will crumble."

"Okay we will help this Captain Zulu." Skein said her voice sounding more then a bit hurt.

"Good, now go quickly I can here somebody coming." Melissa ordered. As the training room cleared she produced a radio headset and put it on her head. "Scourge come in it's Moult. Yes, Yes they fell for it Hook, Line and Sinker."

* * *

><p>The characters of Ghillie, Holocan, Lamnygyer and Moult are my own creations and do not belong to Marvel Comics<p> 


	8. The Inner Circle

Tony woke as the first rays of sunshine filtered through the guest quarters of Avengers Tower. Getting to his feet Tony was relieved to find that he still had all his body parts still attached. With homicidal murderers such as Bullseye and Daken running around not to mention Venom's taste for human flesh spending the night could be a risky venture. After a brief shower he slipped into a fresh suit of armor and cowl Tony picked up his weapons and headed up to the penthouse where Osborne had promised him a full continental breakfast before the new cabal met. Stalking down the halls he found Violet coming out of the room she had been, albeit grudgingly had been loaned by Victoria Hand.

"You all right." Tony grunted still not fully awake

"Not really, I had visitors last night." Violet replied. "I came out of the shower to find Antman hiding underneath my pillow." she added, "After kicking him out I had this weird dream that I could feel something crawling over my flesh."

"Antman again?" Tony asked

"Worse, when I opened my eyes there was all these beetles crawling over me and she was standing over me." Violet explained pointing at the Emerald Scarab who had just exited her room.

"You're body is not the one I'm looking for." the Scarab replied bluntly.

"Well next time ask permission." Violet yelled at her.

"You would have said no," the Scarab answered, "and I didn't have time to convince you. Something old is stirring and it wishes to do this world harm." she added.

"And your pet bugs crawling over me had what to with that." Violet questioned her.

"I must find those who will stop this force." the Scarab replied, "Unfortunately neither of you are the ones I'm looking for." she added as a massive blue beetle crawled up her arm and buried into her flesh.

"I think I just lost my appetite." Tony said as he watched the beetle move under the Scarab's flesh before settling down. He wondered just how many beetles she had living under her skin, or if she was even human at all. The later seemed more probable despite the stunning human form that she wore at current. Heading up in the lift Tony and Violet eventually reached the penthouse and found the rest of Osborne's Avengers sans Norman already there and tucking into the food laid out for them. Rising from his seat the Steel Soldier lumbered up to him while the others carried on oblivious to the new arrivals.

"Taskmaster," he rumbled, "How you been?" he asked.

"Good enough Steel, how's life in the big leagues treating you?" Tony replied

"Can't complain." Steel replied, "How's Ann and the others doing after the whole Broxton thing."

"X-Rays still flicking on and off like a maniac but we have good news on Vapour. Her body has reconstituted enough gas for her to be released from the regeneration tube." Tony informed.

"That's good." Steel replied, "Maybe I should go down and say high, maybe check in on them."

"Bad idea." Tony said, "There mad at you for leaving the team. Vector in particular is leading the anti Iron Clad movement, says you sold out rather then moved out. He's blaming their failure at Asgard on you."

"Oh." Steel replied.

"Don't worry too much they will get over it eventually." Tony said as he watched Violet cautiously sit down in between Venom and Bullseye.

"Well look at the fresh meat Hawkeye." Mac growled

"Hands off or you'll have to deal with the Taskmaster." Hawkeye warned.

"Old Skull Face." Mac hissed, "He doesn't look so tough." he added licking his teeth with his long tongue, "What about it little girl, you want to be friends." he snickered.

"I did try and warn you." Hawkeye said getting up from his chair and walking over towards Daken who was half heartedly buttering a slice of toast.

"You warned me, he has no powers, he couldn't take any on us." Mac gloated, "Time for a mid morning snack." he added wrapping his tongue around Violet's neck. Reacting she picked up a fork and stabbed the Symbiote in the tongue halting the coiling effect before ducking under the table.

"Think you can hide under there." Mac hissed as he pulled the fork out of his tongue. There was a squelch and thud as he fell face first into the table the Taskmaster's thrown sword sticking out of his chest.

"That should teach him some diner etiquette." Daken joked.

"Should we call for medical to get up here?" O'Grady asked

"Nah." Hawkeye answered, "I've seen him survive worse." he informed the others, "Hell one time Andreas Strucker chopped him up into little pieces and he came back."

"What about when he wakes up," the Steel Soldier added, "He'll be in a filthy mood."

"Depends on if his drugs are at the right level." Hawkeye stated pulling out a vial of pills, "I prefer him as a quivering wimp, less dangerous to the rest of us." he added throwing the pills at the Symbiote whose skin absorbed the tablets.

"Heads up Ms. Crazy Sauce incoming." Karla warned as Victoria Hand arrived clad in a business suit holding a clip-board.

"I have a few announcements from Osborne." she said briskly eyeing the room, "But first can somebody tell me why Mac Gangran has a sword sticking out of his chest."

"He asked for it." Daken said, "Threatened to eat us. I believe we took adequate steps to deal with him."

Victoria looked at Mac and then decided to ignore him, "First order of business is for you Kephi, Osborne stress that you are not to continue your midnight 'probing' sessions. Do you understand?"

Kephi didn't reply although Tony was sure that the temperature of the room had just jumped up five degrees as tiny fires danced across the Scarab's fingers and hands. Like with the comatose Mac Gangran, Victoria ignored the obvious display of anger. "Next is for everyone but Kephi, Mr Osborne wants a full list of your expenses, somebody used the Avengers account to buy and I quote, a luxury yacht in Miami, five high class escorts, a pair of Bughatti Vernon's, a fuel depot in Rangoon and God knows why a full size cut out of Spiderman." she eyed O'Grady who physically recoiled, "I'm almost certain I know who the culprit is but Osborne instructed that you all are made aware of this issue."

"Thanks a lot Antman." Hawkeye hissed.

"I swear it wasn't me although some of that sounds really nice." O'Grady replied.

"Finally Norman wants all of you to be on your best behaviour, recently we have been getting a bit of flack due to the Deadpool Incident, it seems that the gratitude of the people for dealing with the Asgard Problem is beginning to wear off. As for you Mr. Masters, Osborne wants you to report to the Chamber of Lights immediately, the meeting is starting early today."

Tony walked over to Gangran and pulled the sword out of the alien's chest and whipped it on the table cloth. "Well are you coming?" he asked Violet.

"Yes," she squeaked making sure she didn't catch anyone's eye on the way out. Behind her Mac Gangran stirred and pulled himself up to his feet, "Hey," he called, "that wasn't nice, what did I do to you."

Arriving at the room that Osborne had nicknamed 'The Chamber of Lights', Tony headed inside and took his seat at the table. Violet slid inside behind him and took a seat next to him.

"Don't sit down." Tony ordered, "These seats are for the members of the Illuminati which thankfully you are not, that seat used to belong to Doom." Violet got to her feet and brought her tablet online as the door opened again and Parker Robbins arrived with the villains known as the Squid and Madam Masque following him in.

"You decided to bring some security with you as well." Parker stated.

"Violet is my PA not my security, but I share your concern with these 'new arrivals' I don't trust them as far as I could throw them." Tony replied.

"And we don't trust you." a woman with long red hair clad in a gold breastplate and not much else said. Like the Hood she had brought guards, in this case several well armed women who stood at attention glaring at the other guards.

"You must be Hera." Parker sarcastically replied, "Forgive us if we don't bow, but we are all equals at this table."

"But we are not Demon, you and I have powers beyond the imagination of most mortals, Osborne has cunning and strength beyond that of most man and our fifth had never claimed to be a man, but this one," she said pointing a finger at Tony, "Does not deserve his place here."

"Some of us worked to get here." Tony replied, "I perform an important service in keeping Osborne's running."

"Foolish Mortal." Hera spat sitting down as the door opened once again and the blue form of an Atlantean flanked by two brutish guards arrived and sat down in the seat formally occupied by Namor.

"Well where is Osborne?" the Atlantean croaked.

"Right here." a voice replied from the head of the table spinning around in the large chair as his armor shimmered into view, "Welcome to the meeting of the greatest men and women on the planet, we are the real rulers of this place."

"We." Hera growled, "I am the only one worthy of ruling this world."

"Says you," the Atlantean replied, "All surface dwellers are unworthy in my eyes."

"Calm yourselves, don't make me put you in your places." Osborne warned.

"You can't, you are just a mortal." Hera hissed as her eyes sparked with electricity.

"You asked for it, just to be fair all of you will feel my power." Osborne stated pressing a button on his gauntlet. Almost immediately hordes of blue horned scarab beetles crawled out of the floor and walls before swarming over the people in the room biting and clawing their way into the people's flesh. Tony was unashamed when he began to scream in pain, by the sounds of it more then one other person was doing exactly the same thing. Suddenly the pain stopped and the beetles crawled away back into the walls.

"_Coprophanaeus lancifer_ or for those of you who don't speak Giant Carrion Scarab Beetles directed to attack anyone not wearing a special pheromone. Am I correct?" he asked a section of wall. Emerging in a blaze of green and gold fire the Emerald Scarab emerged and stood behind Osborne's chair.

"You brought the mad one here?" Hera said her voice full of surprise, "You can't trust him even if he is chained in a mortal body."

"Perhaps you would like a second taste." Osborne asked his fingers hovering over the gauntlet.

"No that won't be necessary." Hera answered.

"How about you Attuma, will you admit that you came her for my aid."

"Yes," he croaked his face unpleasantly jeering at Osborne.

"Good now let's get this meeting started." he said a sinister smile on his face.

* * *

><p>The Emerald ScarabKephi is my own origonal creation and does not belong to Marvel Comics


	9. Onslaught of SHIELD

The meeting had been a complete waste of time, at least in his eyes, Tony thought he had barley got a word in edge ways about Osborne's extensive black-mail or his recalling of all Stark equipment from law enforcement and the military. Even more strangely Victoria Hand had interrupted the meeting near the end and Osborne had left with out an explanation. Shortly after that the others had left and Tony had eventually decided to follow their example and head back to Camp Hammond. Despite his fears the Camp was running smoothly according to Frank, there had been no more mysterious hormone attacks, and the original victims had all come round and had been discharged by the HAMMER medical officials. In addition Baron von Blitzschlag had been able to purge the KIA memories from MIA, and while she was still on shaky ground appeared to be back to her old self.

Sitting in the Zeus's transport bay Tony was secretly glad that today had been an easy day, from the next seat along Violet gave a snort as she slept. Despite his initial analysis of her, Violet had shown that she was mentally fit and had effectively streamlined his list of priorities. He thought it ironic that the Taskmaster had his own 'task-master' to keep his affairs in order. Violet jolted upright suddenly as the Zeus shook violently looking around the cargo-bay for the source of the interference.

"Calm down its just turbulence." Tony reassured her unconvincingly. He knew that the jolt felt more like the impact of a missile; he had a number of unpleasant landings in the Democratic Republic of Congo due to SAM Strikes and this felt very similar. "Stay here," he added as he stood up despite another jolt striking the Zeus. "I'll check with the pilot to see how long this will last."

Struggling to the front of the transport Tony tapped the co-pilot on the shoulder before asking, "Who's firing at us?"

"Don't know but Comms with Camp Hammond have been lost." the co-pilot replied. Tony looked forwards to see flak and explosions rock the training camp as armored soldiers and vehicles pushed forwards through the HAMMER defenses and main gate. Up ahead a M91 'Carib' Anti Aircraft Vehicle opened fire launching a swarm of rockets that impacted with the Zeus's canopy causing the transport to nose dive down towards the ground. Tony knew was happening and climbed into the transport bay and buckled into the emergency crash seat before pulling the impact bar down.

"What's going on?" Violet asked trying to free herself from her seat.

"Stay in your seat," Tony ordered, "The Zeus has been hit and we're about to…" He didn't get to finish as the Zeus hit the ground before gouging a 30 meter trench before finally coming to a stop. For what seemed like hours, Tony's ears rung as he struggled out of the seat thankful that the impact gel had taken the brunt of the force. As he got up from the crash seat he breathed in and remembered the technique that he had been taught by a Zen Master in Nepal to restore his hearing. As he breathed out the ringing died out and was replaced by the squeal of tires and the sound of boots hitting the ground as an enemy squad deployed outside.

"We have to leave." he yelled as Violet struggled to get out of her seat.

"What?" she yelled. Tony groaned and walked over to her putting his hands over her ears for a few seconds before letting go and pushing the release button for the impact bars leaving Violet free to stand up.

"Uh." the pilot groaned as he trudged out of the cockpit, "Any landing you can walk away from." he added.

"Is not necessarily good, we have hostiles approaching the crash site." Tony finished, "Violet I need you to give me some covering fire while we clear the area, you Pilot as soon as we leave send up a distress flare, hopefully some one will come for us."

"I have a name you know." the pilot complained but Tony wasn't listening to him.

"Hate to burst your bubble but I don't have a weapon, and even if I did you said I wasn't fit for combat." Violet informed him.

"This is a different scenario, as for your lack of weapons," Tony stated, "Try this on for size." he finished throwing her a large rifle and a bandolier of ammunition, "That's an Oz Corp Anti Armor Rifle, that fires 20mm Depleted Uranium Shells. I believe that you know how to fire a lethal weapon Armoury."

Violet loaded five shells into the weapon and slipped the safety off, "It looks like we have no choice." she sighed, "There cutting through the doors."

"Stay back and let me deal with these guys." Tony ordered as the cutting stopped. Seconds later three armoured hostiles broke through the door only to be quickly subdued by Tony. Stepping outside Tony and Violet saw more hostiles firing down on the Zeus Transport with small arms. Three quick shots were all it took for Violet to clear the area, with a further two destroying an M91 Anti Air Vehicle and Missile Restock Truck. The few enemies that escaped the blasts came charging into the trench and were quickly subdued by Tony with only a few swipes of his sword.

"Area secure." Tony informed the pilot who emerged nervously clutching a flare gun and a P90 point defence weapon. As he fired the flare illuminating the battlefield Tony saw that the hostiles were clad in the armor of SHIELD agents. In addition they seemed to have state of the art weapons an oddity for an insurrection movement fighting governmental forces. There was more, Tony felt, behind this attack then what was on the surface as more explosions rocked the Camp Hammond complex.

In the main entrance, Constrictor and the other defenders fought off another SHIELD attack, this time backed up by Stark Industries Automated Armoured Trailblazer Units (AAT-U), the crab like robots burning a hole through the camps static defenders. Five clicks east of the gate a distress flare shot up glowing red above the attacking hordes. Behind him the hooded figure of the Taskmaster emerged returning back from his meeting with Osborne.

"Frank what is happening here?" the Taskmaster asked, "I left you in charge for one day and find a war on my doorstep."

"Sir this attack came out of nowhere." Frank replied, "They may have outnumbered and outgunned us but we have been able to slow their advance for the moment. It seems however, that some of the trainees have joined the attack and if they attack at the same time we may be overrun."

"Mutinous trainees huh." the Taskmaster said, "I'll deal with them, hold the line and pray you don't fail lest you have to answer to me."

"What about the flare sir?" Frank asked.

"Leave it, they will have to fend for themselves." the Taskmaster answered heading towards the camp interior.

"Is it me?" Puma asked tossing a SHIELD soldier back off the defensive line, "Or did he seem a bit grouchy."

"He did." Frank confirmed, "Joystick." he called to the young woman who was in the process of beating a SHIELD agent with her battle staff. "Go and investigate that flare, double time." Joystick nodded and tore off through the main gate with the yells and screams of the attackers left in her wake.

"Left side." the pilot called as an AAT crawled over the lip of the trench, "Target on the left side."

"Got it" Armoury called as she fired a shell straight into the robot's sensor cluster causing it to slip and crash down the slope.

"New Target incoming, moving fast at ground level." Tony informed watching the makeshift tracker that the three of them had set up in the trench. So far most of the SHIELD agents had been concentrating on moving forward with only a few sent to investigate the crash site, but Tony knew it wouldn't last long. As soon as they gained control of the gate the coordinated defence would crumble. His thoughts ended when the form of Joystick crested the top of the trench.

"How did you get here so quickly?" she asked Tony.

"What I haven't been anywhere apart from this trench." Tony called up to her.

"No you were back in camp snapping at everybody and dealing with the rouge trainees." Joystick replied

"Moult? Could he be behind this attack?" Violet asked

"I'm going to kill Scourge if he is." Tony growled as the pilot asked, "Who's Moult?" and was once again ignored.

"Joystick we need a way to get to camp and fast." Tony called.

"There's a SHIELD HUMVEE about a quarter of a click past the top of this ridge." Joystick informed them, "Look's like its still working as well." she added blurring off to check and then running back.

"Good go back to camp and tell them not to listen to anything the fake me tells them." Tony ordered her clambering up the side of the trench. By the time he and Violet had reached the top of the ridge, Joystick was gone although the battered looking SHIELD attackers and the trail through the amassed ranks showed where she had been.

Back in Camp Hammond the Taskmaster walked into the main training room where several trainees and SHIELD commandos had finished the HAMMER defenders stationed there.

"This is between me and my trainees." the Taskmaster said to the commandos, "You may leave, or watch me slaughter them and you." Seconds later the sound of retreating commandos could be heard echoing through the training arena. "So Skein this is your rebel element." the Taskmaster said mockingly, "Anybody who surrenders now won't be killed." he offered. None of the trainees surrendered and simply stared at the Taskmaster as he drew his sword.

"You will not touch these students." a commanding voice said from the back of the group as Holocan walked forward armed with long obsidian tipped sword. "Leave now." he ordered the other trainees, "This man is not who he claims to be."

Several of the trainees left heading towards the main gate and their rebel comrades but Skein, Harry Osborne and Bengal stood their ground and walked forward to surround the Taskmaster.

"Either everyone gets out or nobody does." Skein said bravely.

"So be it, nobody is leaving." the Taskmaster sneered, "I will find those cowards and make them pay but first I deal with you four." he added meeting Holocan's first parry with his own blade. Behind him Skein concentrated hard and caused the Taskmaster's arms to cramp causing his counter chop to miss Holocan as Harry in the American Son Armor sent a blast of light that stunned his target. The fake Taskmaster went down and struggled to get up as his clothes constricted around him while Holocan and Bengal moved in to make the final fatal wound.

"No I won't be beaten by some trainees." the Taskmaster hissed his clothes and skin shredding revealing a sallow faced yellow lizard like individual. Nimbly dodging both Bengals and Holocan's strikes Moult lashed out at Skein knocking her to the floor. Charging in the American Son slammed into him knocking the former black ops soldier to the floor. Aggressively Harry pummelled Moult until blood oozed form his opponents nose.

Moult smiled before saying, "Do it boy, kill me and become like your father."

"I'm nothing like him," Harry growled. Moult responded by slamming an electro-magnetic pulse disc onto the hero's armor causing him to convulse in pain. With a grunt Moult lifted the armoured figure and threw him across the room straight at Bengal who nimbly dodged the strike throwing his Sai's at the reptilian villain. Moult caught the first blade but missed the second that imbedded in his arm. Bengal walked over retrieving the first blade from the villains shoulder only to find his target reaching for his sword. Attempting to dodge the incoming strike Bengal jerked to the left only to feel the steel blade cut through his arm. Falling to the floor he felt Moult step cruelly on his neck ready to administer the execution strike.

"Stop." Holocan called, "Aren't you forgetting something?"

"You can't stop me Old Man," Moult hissed.

"I don't plan to stop you, just postpone you." Holocan corrected him raising his sword once again.

Driving like a mad man Tony drove the HUMVEE through the front line of the SHIELD units and straight into the middle of the defensive line of HAMMER and Initiative members.

"You drive like a spaz Masters." Violet called out dropping to the floor from the mounted gun position.

"You'll pay for that comment later," Tony warned her as Frank walked towards them.

"Is that the real you Tony?" he asked looking confused.

"Yes Frank, now where's the other me?" he asked.

"In the Training Room, it's been locked down by your access code." Frank explained.

"Hold the line, I'm going to sort this problem out once and for all." Tony growled unsheathing his sword.

Upon reaching the training room Tony heard the clash of blade on blade, somebody was inside already fighting Moult. Inputting the codes the doors opened and he saw Moult in his disgusting true form fighting Holocan his feathered head dress on the floor revealing his elderly features.

"I have held for long enough." Holocan said with a smile on his face. The next slash by Moult's sword caused his body to erupt in a shower of gold light that streaked off into the sky.

"Well ain't that odd." Moult commented before turning to Tony, "The boss wants' your training camp, if I kill you I may get a bonus." he explained as he elegantly flipped his sword. Tony dropped his own blade and fired a shot from one of the pistols he had holstered on his belt. With a thump Moult's body fell to the floor a disgusted look on his hideous features.

"Stop where you are." Taskmaster a voice behind him commanded. Turning Tony saw the dark lithe form of the South African Super Soldier Captain Zulu stand in the doorway next to U.S. Agent his shield gleaming in the aftermath of Holocan's death.

"You will pay for the people you helped enslave," Zulu said, "and for the cruelty you helped Osborne construct."

"Captain, a friendly word of advice," Tony said calmly, "Somebody in your organization works for Osborne."

"I don't believe you." Zulu replied.

"Well for starters the real U.S. Agent hold his shield in his left hand." Tony stated. The fake U.S. Agent looked at Zulu in surprise and then held up his hands in surrender.

"Why would you tell me this?" Zulu asked suspiciously.

"To show you can trust me." Tony explained, "I want you to call off your attack and return to where ever you cam from, in return I will promise that I will call off the air-strikes that HAMMER is launching as we speak."

"I have your word." Zulu said. Tony nodded and Zulu took the surrendering U.S. Agent and threw him at Tony's feet before walking out of the training arena.

"You must be Ghille." Tony said to the surrendering man, "Now I have the whole set."

"I'm not him I'm just some hood that Scourge pulled off the street, he have me 10 grand to pretend to be U.S. Agent, honest." the fake agent stammered, "Please I just did what he said." he added as HAMMER troops entered the arena.

"Sir what are your orders?" one trooper asked.

"Take this scum and throw him in the brig." Tony ordered, "As for everybody else." he said staring at Harry Osborne and Skein who were shouldering Bengal, "Let them go. Tomorrow's another day."

"Thank you." Skein said as she helped Bengal onto a stretcher before walking out the door almost knocking Violet and Frank onto the floor.

"Where are they going in such a hurry?" Frank asked.

"It doesn't matter." Tony answered, "What's the situation outside?"

"The SHIELD onslaught is retreating." Violet explained, "Should we pursue?"

"No, I promised them we wouldn't. Besides we have wounded to take care of, it wouldn't be advantageous at current to follow them." Tony replied before Violet viciously shoved him to the ground as a sniper shot rang out from one of the towers.

"What the?" Tony asked as Violet's body collapsed to the floor. Turning he saw the flare of engines as the sniper rocketed away from the tower with the few HAMMER troops in the area firing ineffectively up at him.

"Why did you save me, the bullet was meant for me?" Tony asked the dying Violet.

"Because," she spluttered, "You saved me." she smiled before closing her eyes oblivious to Frank and Tony's calls for help.


	10. Epilouge: To Stand Apart

"Due to recent events, I am petitioning for the Initiative to be treated as a separate entity to HAMMER. While I envision the Initiative still working closely with Osborne, Camp Hammond will act as a training ground for the next generation of heros. Teams to fill the 50-State Plan are being trained as we speak and will shortly be deployed to their respective states." the Taskmaster announced to the media, "These registered teams will be under the control of nobody apart from their team-leaders and will have duties including preventing crimes in a way according to federal law, aiding disaster relief efforts and protecting civilian populations from threats. What they will not be doing is hunting down former unregistered heros unless they present a threat to the public. In times of national emergency these teams will be dissolved to aid in large scale defence or relief efforts. Thank you for listening, I will now take questions from the press." The TV screen flickered off and Tony turned and looked into Norman Osborne's furious face, homicidal rage obviously bubbling under the surface.

"What did you think you were doing?" Osborne said menace obvious in his voice. "I told you that this," he said pointing to the head-line of the Daily Bugle, "was not up for negotiation."

"Mr Osborne," Tony replied stiffly, "You gave me control over Camp HAMMER and by extension Camp Hammond, which means I am free to announce a separation if I feel that it will be beneficial."

"This is out of reason, first I hear that Camp Hammond has been attacked by insurgents and then I find out not only did the Taskmaster let them go but he also wants to gain independence from HAMMER. I know that I'm crazy but this is unacceptable, if it wasn't for your good service up till last night I would have killed you on the spot." Osborne roared.

"I may have done you a favour." Tony said

"Really, because the only favour I see you doing anyone in the future is acting as Mac's next meal if your lucky, and Kephi's if you're not." Osborne warned

"Hear me out," Tony argued, "You're popularity is dropping with each botched incident, the Deadpool Invasion, Songbird's break-out, the Ocean King incident and Scourge's little Mexican Vacation."

"The public don't know about that." Osborne sneered.

"Not at the moment, but if I don't return to Camp Hammond in the next twelve hours that information will be released, consider it a bargaining chip for this deal." Tony offered.

"Talk, but be careful where you tread, the last person who tried to black-mail me is running for her life." Osborne warned.

"True but she's more popular then you and that's the problem. The public sees you as an individual to fear more then respect. In their eyes you and your Avengers are worse then the people you fight." Tony ventured, "Along with the power you're amassing the people are worried that you don't have their best interests at heart."

"What do you know about people's wants and needs?" Osborne growled.

"Some of my trainees were blackmailed into joining the Initiative, it's that very outlook that everyone must do as you say or else that is affecting people. If you were to support my separation people will see you as a more fair and just person open to new ideas. In doing so you may reap more benefits then a mere popularity reversal."

"Really, what secondary benefits could this move bring to me other then the people's love?" Osborne asked now intrigued with the Taskmaster's proposition.

"Simple, with the Initiative separate from HAMMER some of the people who you deem threats may join up safe in the knowledge that they are out of your reach. The hardcore headliners will still be a problem but the minor threats will dry up allowing you to concentrate on more pressing issues." Tony explained.

"If I do support you in this venture," Osborne said, "what guarantees do I have that you won't rebel against me?"

"Simple, you stay away accept for the occasional guest lecture on heroics and I will keep the Initiative Teams within the sight of your objectives." Tony replied, "All I need is for you to recede the threats you put on people like Jackpot and American Eagle and I will stay true to my word."

"On thing I have already promised," Osborne revealed, "is permission to start a new Thunderbolts team, in return for my cooperation I want full access of your trainees to create this team."

"I suppose I will have to take that if it's your only term." Tony said, "Do you accept mine?" he asked Osborne

"For now." Osborne said reaching out to shake Tony's hand, "But you still have the release of Zulu and his rabble to answer for."

"Do I?" Tony replied, "The tracer you had Kephi's scarabs place on me during the meeting yesterday. I found it and placed it on a SHIELD vehicle, right now you should have the position of Zulu's base." he explained as he walked out the door, "Use that information any way you see fit." he added stalking out into the corridor.

Osborne looked thoughtful as Tony left before picking up the desk phone and dialling in a number.

"Scourge, its Osborne I want to talk to you about the Initiative, I have a proposal that you'll find very interesting."

Tony had almost reached the VTOL pad and the waiting Zeus Transport when he heard somebody calling his name. Turning he saw a flustered looking Victoria Hand and an armoured figure behind her running to catch up.

"Mr Masters can I have a word," Victoria gasped.

"Make it quick, I have other business to attend to today." Tony replied.

"I need a favour regarding the Thunderbolt team being assembled." Victoria replied before handing a data file to him, "My proposition is on that file, it's right up your alley." she added.

"I'll think about it." Tony replied stepping onto the Zeus and closing the cargo bay doors. Sitting down in one of the crew seats he activated the file and flicked through, the proposal was simple but he knew he would get a certain amount of pleasure out of it. It didn't hurt that it would make Scourge angry and pave the way for his revenge for the death of Violet."

"Where too?" the pilot of the Zeus asked, "Camp Hammond?"

"No, take me to San Francisco, I have to see that she get's home safely." Tony replied straightening out one of the sleeves of his black business suit."

"And after that?" the pilot asked.

"Oklahoma City, I have a promise that I have to keep." he answered smiling as the Zeus took up from Avengers Tower and headed west into the sun brightly shining through the thin layer of clouds.

* * *

><p>The Taskmaster and the Initative will return in the upcoming fanon Initative: Storm Front<p>

The Fate of Zulu's Insurgent Group will be revealled in the upcoming Fanons Task Force HAMMER: Justice Unchained and Thunderbolts: Fall of Midgard


	11. Declassified HAMMER Files

Name - Dale Cross

Alias - Ossuary, Protector of the Dead

Place of Birth - New Orleans, Louisiana

Nationality - American

Height - 5'11

Blood Type - O+

Affiliation - The Initiative

History - When he was a young boy Dale lived with his Uncle who worked as the grounds-man of a Cemetery and often took Dale with him teaching the skills of the profession. Later in his early teens Dale's Uncle was killed while working by a supernatural drug dealer on the run from Ghost Rider. Ordered by his Uncle to hide, Dale took cover in a Mausoleum and accidently slipped through a trapdoor impaling himself on a spear made of bone. As he lay dying Dale's body absorbed trace elements of bone and stone and grew a carapace around him that allowed him to restore him to health. Now clad forever in a suit of bone and rock Dale emerged from the Mausoleum and became involved in a gang war between two factions. In the end Dale know calling himself Ossuary ended the conflict by brutally slaying the leaders of both gangs taking their toe bones as trophies to remind others of the fate that would befall them should he catch them.

Afterwards Ossuary calmed down and started hunting criminals, punishing them according to the severity of their crimes. Along the way he encountered four super-criminals; Quagmire, Wild Fire, Synapse and Florida Panther who were holding a bank full of people hostage. Enraged Ossuary killed them and freed the hostages taking bones from each of them and realising that he had 'obtained' their powers. As he left the bank Ossuary was forced to face the New Orleans Police Department and surrendered admitting to the murders inside. Ultimately Ossuary was heading for the Death Penalty until Norman Osborne intervened and petitioned to give the vigilante a second chance at Camp Hammond.

Powers - Ossuary is clad in armor grown from bone and stone from a New Orleans graveyard which protects him from a wide range of attacks. It's the totems he 'received' from four super criminals that make Ossuary such a powerful individual. From Quagmire he gained the power to manipulate mud, rock and stone as well as shape it to his heart's content. In a similar fashion his Wild Fire ability allows him to create and control fire and Synapses powers allow him telepathic abilities. Since Florida Panther seemed to have no powers we can assume that this trophy is just for display.

HAMMER Analysis - Powerful both physically and mystically, Ossuary is fitting in well with other members of Camp Hammond. Osborne has instructed the Taskmaster to keep an eye on him however, in case he reverts back to form and kills some of the 'less' heroic members of the Initiative.

* * *

><p>Name - Name Unknown<p>

Alias - Bile, Sara Tonin possibly others

Place of Birth - Grand Island, Nebraska

Nationality - American

Height - 5'08

Blood Type - O-

Affiliation - American Government

History - File requires higher clearance to access recent mission history.

Powers - Bile has the ability to manipulate the hormone levels of herself and others. The basic combination is increased Adrenaline levels that she uses to strengthen herself, and her allies, to peak strength making her more powerful then a woman of a similar build. With a wide range of hormones at her control, Bile can evoke fear, cause increased level of pain and even speed up cellular regeneration to name just a few abilities that her powers grant her.

HAMMER Analysis - A manipulative and dangerous individual considering the recent havoc she reeked on the Initiative. Despite being incarcerated in the Negative Zone she is still a threat, as such guards are now outfitted with Hormone Monitors to detect any hint that the power inhibitors are malfunctioning.

* * *

><p>Name - Name Unknown<p>

Alias - Moult, Many other Alias due to powers

Place of Birth - Lanai City, Hawaii

Nationality - American

Height - 6'02

Blood Type - AB+

Affiliation - American Government

History - File requires higher clearance to access recent mission history.

Powers - Moult had the ability to change his skin to match those of other individuals. While this ability can copy physical abilities it doesn't always duplicate powers and can't copy energy projection abilities at all. Moult as his code name suggests can shed his skin to provide disguises to his team mates. In his true form he is stronger, faster and more durable then a normal unpowered combatant.

HAMMER Analysis - Little to No threat due to his recent death

* * *

><p>Name - Blaise Rousis<p>

Alias - Crossbow

Place of Birth -Zurich, Switzerland

Nationality - Swiss

Height - 5'09

Blood Type - B-

Affiliation - The Initiative

History - Mr Rousis grew up as a skilled marksman practicing with a crossbow for at least eight hours a day. By the time he was in his late teens Rousis was among the best marksmen in Europe and transferred his skill with the bow from competitions to crime fighting hunting down criminals with a wide range of bolt types designed to incapacitate enemies rather then kill them. Living out on the streets after selling most of his possessions Rousis became the bane for the criminal underworld and extended his crime fighting to the rest of Mainland Europe. Despite his non lethal design of the bolts he used one night a Dutch Drug Runner died, albeit from a Heart Attack, on a ferry bound for Dover while in Rousis' care. As such Rousis ended up fighting the British team Excalibur who believed him to be a murderer. Eventually Rousis was able to convince them he was innocent and was deported back to Switzerland with a full pardon from Captain Britain himself. Later after the global events of the Secret Invasion by the Skrulls, Rousis was one of the heros invited by Osborne to join the Imitative.

Powers - Crossbow has no powers to speak of and relies on marksmen and close combat training coupled with his unique crossbow. The weapon features a revolving barrel from a Armsel Striker Shotgun that allows rapid reloading, coupled with an advance night sight. Despite being offered the chance to have an automatic firing mechanism by the Initiative Quartermaster, Mr Rousis refused stating that as his one sole possession of any worth he wasn't going to give up his weapon to anyone.

HAMMER Analysis - The next Hawkeye? Many people have made comparisons with the two Archers, something that Rousis himself dislikes. A constant loaner we may have problems putting him in a team that his abilities in marksmanship and tracking can be used to their full extent.


End file.
